Form 4: Farmer Mac CFO Aparna Ramesh Reports Significant Stock Transactions from SAR Exercises
Insider Transaction Report
Federal Agricultural Mortgage Corp's EVP and CFO, Aparna Ramesh, reported the exercise of Stock Appreciation Rights (SARs) and related share transactions, including acquisitions and dispositions for tax withholding, on June 11, 2025.
Summary
- Aparna Ramesh, EVP Chief Financial Officer of Federal Agricultural Mortgage Corp (AGM), reported multiple transactions on June 11, 2025, involving the exercise of Stock Appreciation Rights (SARs) and subsequent share movements.
- She exercised 876 vested SARs granted in March 2022 with a grant price of $120.38 per share, leading to the acquisition of 876 shares of Class C Non-Voting Common Stock.
- From this first exercise, Ms. Ramesh was entitled to receive 336 shares, but received 173 shares, with Farmer Mac retaining 163 shares at a price of $195.43 per share to satisfy tax withholding requirements.
- An additional 540 shares were reported as a disposition to the issuer, representing the non-cash portion (difference between SARs exercised and shares issuable) of the first SAR settlement.
- She also exercised 1,496 vested SARs granted in March 2023 with a grant price of $135.20 per share, resulting in the acquisition of 1,496 shares of Class C Non-Voting Common Stock.
- From this second exercise, Ms. Ramesh was entitled to receive 461 shares, but received 238 shares, with Farmer Mac retaining 223 shares at a price of $195.43 per share for tax withholding.
- An additional 1,035 shares were reported as a disposition to the issuer for the second SAR exercise, representing the non-cash portion of the settlement.
- Following these transactions, Ms. Ramesh's direct beneficial ownership of Class C Non-Voting Common Stock stands at 10,798.8087 shares, which includes 4,408 unvested restricted stock units.
- 748 Stock Appreciation Rights from the March 2023 grant remain beneficially owned and are scheduled to become exercisable beginning March 31, 2026.
Sentiment
Score: 5
Explanation: The document reports routine insider transactions related to executive compensation, specifically the exercise of vested Stock Appreciation Rights and associated share settlements for tax purposes. There is no indication of unusual activity or significant positive/negative news beyond the standard course of executive equity compensation.
Positives
- The executive's exercise of vested Stock Appreciation Rights indicates a realization of value from previously granted equity compensation.
- All reported transactions occurred during an open trading window for employees and directors of Farmer Mac, indicating compliance with internal policies.
Negatives
- A portion of the shares (163 shares and 223 shares) were retained by Farmer Mac to cover tax withholding obligations, reducing the net shares received by the executive.
- Additional shares (540 and 1,035) were reported as dispositions to the issuer, representing the non-cash settlement component of the SAR exercises.
Future Outlook
The remaining 748 Stock Appreciation Rights from the March 2023 grant will become exercisable beginning March 31, 2026, and will expire on March 9, 2033, allowing for potential future share acquisitions by the executive.
Industry Context
This Form 4 filing details routine executive compensation transactions for a financial institution specializing in agricultural lending. Such filings are common across the financial services sector as executives exercise equity-based incentives, reflecting standard compensation practices.
Stakeholder Impact
- Shareholders: The transactions are part of routine executive compensation and do not indicate a significant change in company strategy or financial health. They represent a minor dilution from equity compensation but also align executive incentives with shareholder value.
- Employees: No direct impact on general employees.
- Customers/Suppliers/Creditors: No direct impact.
Next Steps
- The remaining 748 Stock Appreciation Rights from the March 2023 grant will become exercisable beginning March 31, 2026.
Key Dates
| Date | Description |
|---|---|
| 2022-03-XX | Approximate grant date of the first batch of Stock Appreciation Rights (SARs) with a grant price of $120.38 per share. |
| 2023-03-XX | Approximate grant date of the second batch of Stock Appreciation Rights (SARs) with a grant price of $135.20 per share. |
| 2024-03-31 | First tranche of 748 shares from the March 2023 SAR grant became exercisable. |
| 2025-03-31 | Date the March 2022 SARs became exercisable and the second tranche of 748 shares from the March 2023 SAR grant became exercisable. |
| 2025-06-11 | Date of reported transactions (exercise of SARs, acquisition and disposition of shares). |
| 2025-06-13 | Date the Form 4 was signed by the attorney-in-fact. |
| 2026-03-31 | Third tranche of 748 shares from the March 2023 SAR grant will become exercisable. |
| 2032-03-09 | Expiration date for the Stock Appreciation Rights (SARs) granted in March 2022. |
| 2033-03-09 | Expiration date for the Stock Appreciation Rights (SARs) granted in March 2023. |
Keywords
Federal Agricultural Mortgage Corp, Farmer Mac, AGM, Aparna Ramesh, SEC Form 4, Insider Trading, Stock Appreciation Rights, SARs, Executive Compensation, Share Ownership, Class C Non-Voting Common Stock, Stock Transactions, Beneficial Ownership
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